*25 Years Ago*

"Hey, gorgeous. Wanna shack up later?"

"Shove it up your ass, Hank." The teen mumbled under her breath.

"What was that, hoe?" The tall, blonde senior boy moved in closer to the freshman girl, cornering her between the wall and her locker in the hallway of Southside High. "Penny, you better watch the way you talk to us upperclassmen." He leaned his chest up against hers as she longed to get away.

"Show her who runs this school, Hank." Butch, another senior demanded from Hank's group of friends watching nearby.

Hank looked back at his friends, winking at them before making sure no teachers were around. "You sure you don't wanna meet up later?" He tried seducing her, rubbing her cheek with the back of his hand. "We all know what you did with Tony." Fourteen year old Penny Peabody opened her mouth to say something, but Hank grabbed her face in his hand, keeping her mouth shut. "And I don't wanna hear another lie about how he raped you." He let out an eerie laugh. "We've all known since you moved here that you're a little slut. And you probably liked it." He moved in to steal a kiss from her, but he was interrupted by someone putting a hand on his shoulder.

"Hank Spencer. What the fuck do you think you're doing to the poor new girl?"

Hank rolled his eyes as he turned to look at the disrupter. "Alice Smith...what's it to ya?"

"I think you owe her an apology." Alice demanded with her arms folded over her chest.

"Doesn't mean she's gonna get one." He moved in closer to Alice. "Maybe you just want the same treatment."

"Oh? I do?" Alice smiled and nodded with a laugh just before kneeing him right between the legs. "Get to class, jackass." She turned and saw his group of friends staring at her in shock. "What?" She asked them. "Do YOU want the same treatment?" Before she could say another word, all the senior boys ran in different directions toward their next class while Hank stood, hunched over, still in pain. The sophomore girl moved in closer to him, bending over to make threats in his ear. "If I see you bothering her one more time….you're gonna get a lot worse than what I just gave you. And trust me….it won't be the type of pain that you like." She stood straight up again and watched him limp down the hall toward the nurse's office for an ice pack.

"Why did you do that?" Penny quietly asked from her position against the wall. She tugged at the sleeves of her shirt, holding them in her tight fists with timidity. She let out a pained chuckle. "You know what everyone says about me."

"Yes. But I don't care about them. Even if the rumors are true or they're not...no one deserves to be treated like that." Alice watched her bite her nails, still never moving. "Are you okay?" Without even a nod or a smile, Penny averted her eyes from Alice and looked down at the floor beneath her. "I don't know why I asked that." Fifteen year old Alice continued. "Of course you're not." She took ahold of Penny's hand and pulled her out of the corner. "Hey...some friends and I are sneaking out of school early. Wanna come with us?"

Afraid it was all some trick so more kids could bully her, Penny was reluctant to respond. "I...I don't know." She shook her head. "Thank you for saving me just now, but I don't need a pity party or people pretending to be my friends."

"Good thing that's not what this is." Young Alice smiled, pulling Penny down the hall with her toward one of the school's back doors where they were greeted by five of Alice's other friends.

They all ran away from Southside High, sneaking off in the hopes that no teacher would spot them in the parking lot. Making their way across town, they found themselves walking along the train tracks. Alice and her friend, Nani, tried to walk on the tracks like a balance beam while the guys, Beau, Tall Boy, FP and Gash, spoke about football and wishing their school had enough money for a team. Penny tagged along behind, keeping to herself as she silently laughed at jokes they all made.

"Hey, we're here." Gash said, jumping off one of the tracks.

They all looked up to see the abandoned factory he had been leading them to. "Whoa!" Both FP and Tall Boy said together.

"Hey, do you think there's ghosts in there?" Nani asked with mystery as she hopped down from the track as well. "Like, maybe ghosts of old factory workers who died while working here?" She winked at Alice who shook her head with annoyance.

"No. It probably just smells in there." Alice suggested.

"Like what?" Beau wondered.

"I don't know. Dust?" Alice responded.

"Boring." Tall Boy admitted.

They all headed toward the building, making their way to the fence that blocked it off from the rest of the world. "After you." FP said to all three girls.

"Oh, don't be a pussy." Nani said, climbing up and jumping over it with little effort. "Hah!" She exclaimed when she jumped down, looking at the other six teens on the other side of the fence.

"Okay." Alice began. "Come on." She turned to Penny, who nervously stepped forward.

"I've never done something like this before." She spoke so only Alice could hear her.

"Come on, don't worry. I'll go first and catch you on the other side." The Smith girl smiled and climbed over it, waiting for Penny to attempt the climb as well. "It'll be fine, I promise." She waved the freshman on over and the shy blonde nervously obeyed.

"See? That wasn't so bad." Nani chimed in, inching closer and closer to the building. Penny shook her head no as she felt Alice's hands still around her waist from helping her down.

"Hey, wait for us." The men all said as they noticed Nani too anxious to wait any longer. She had gone on ahead, making her way to the gray door on the side of the abandoned factory.

Everyone else joined her and looked up at the broken windows that towered over them. FP and Tall Boy took turns trying to pick the lock to the door while Penny gulped, looking around to see if anyone was coming and she felt a hand grab hers. "We'll be fine." Alice whispered to the youngest of the group.

"I can't get this!" Tall Boy turned the knob with frustration before Beau pushed him aside.

"Let the master show you how it's done." He picked the lock for about a minute or two and it finally opened. "Aha!" He bragged, bowing before pushing the door open all the way. "Ladies?" He stepped aside, letting Nani, Penny, and Alice in first.

Alice never let go of Penny's hand and the smaller of the two could feel her head beginning to spin. They made their way inside and FP and Gash looked around for a light switch while Beau ran over to Alice, lifting her up into the air and she screamed. The moment her hand let go of Penny's, the 14 year old no longer felt safe in the dark abandoned building. She stopped walking and stood completely still, refusing to move until the lights were on or she felt Alice's hand again.

"Put me down!" Alice giggled, slapping Beau on the back before he obeyed. She pushed him when he set her down and he backed into a bucket behind him.

The sound of the metal pail rolling across the floor, caused both Nani and Alice to shriek while Penny silently jumped where she stood. "What the hell was that?" Nani asked.

"It's fine. I just ran into something." Beau laughed.

"Guys, guys." Gash shouted from the other end of the large room they stood in.

"What?" FP asked for everyone.

"I found the light switch." He sang, turning it on with a grin.

"Oh, finally!" Nani said when she could finally see. She looked around the place, jumping up to sit on one of the conveyor belts. "Guys, look. Look! I'm a sex doll." She put her arms and legs out, making her mouth into the shape of an 'O'.

"Oh my God!" Alice laughed, jumping up behind her, doing the same thing. "This is now the sex doll factory. Penny, get up behind me and do it so it looks like we're all going down the conveyor belt after being just made."

Penny giggled, shaking her head.

"I call taking this one home!" Beau picked up Nani and she began to slap him the way Alice had to not moments earlier.

"I got sex doll number two!" FP yelled, running down to pick up Alice, but Gash beat him to her.

"Nope! She's mine now." Gash grabbed Alice, who laughed some more.

Tall Boy laughed from behind Penny. "I love you, guys!"

"You go get Penny! Alice is mine!" Gash argued with FP, slapping his hand away as he tried stealing Alice.

FP sighed before turning to look at the youngest. "You know what?" He said to Gash and Alice. "I will gladly take Penny." He walked over to the tiny one, lifting her up with no problem. "She and I will be over here." He brought young Ms. Peabody around to stand behind a machine far from the group with a laugh. After he set her down, he asked, "Are you okay? Sorry about that." He chuckled. "We're a little crazy sometimes."

"It's okay." She laughed as well. "You guys are fun."

"Then why does it seem like you haven't been having much fun?" He asked, looking back at the other five as they fooled around on the conveyor belt, pretending it was a catwalk models walked down.

"I just...I don't know. I'm really nervous around people lately." She whispered, staring down at the floor. "Ever since the whole thing with Tony happened, I-" She stopped, looking back up at him. "I don't know why I'm telling you this, I hardly know you."

"Hey, if you need to get something off your chest, tell me. I'm a good listener and I don't judge. I have an alcoholic dad who's the leader of a gang. Okay? You can tell me anything, any time." He put a hand on her shoulder. "And you can trust me. You can trust all of us."

"Why are you all being so nice to me? For all you know...the rumors about me could be true." She looked back over to the rest of the group with scared butterflies.

"We know that they're not." FP admitted.

"How?"

"Because you're not the only one who Tony has hurt in that way." He, not very subtly, looked over to Alice, who was now on the conveyor belt, giving Martin Luther King Jr.'s 'I Have A Dream' speech. "If you wanna talk to someone about this...talk to us. She told us everything and we were there for her. You can trust that we'll be there for you too."

Penny looked over at Alice, seeing her smiling and having a good time. She jumped down from the conveyor belt and gave Gash a hug before Nani and Tall Boy got on, pretending to do the routine from 'Dirty Dancing.' Watching Alice smile and laugh along with her friends caused something in Penny to light up and she wanted that too.